For the year ended December 31, 2013, the company earned
$7.0 million, representing an increase of 11.9% from the net income of $6.3
million for the year ended December 31, 2012. Net Income for the fourth quarter was
$1.8 million, which compares to the $1.3 million reported for the fourth
quarter of 2012, an increase of 43.4%.

Diluted earnings per share for the full year of 2013 were
$3.47, which was 5.8% above the twelve month 2012 result of $3.28. The company reported diluted earnings
per share for the fourth quarter of 2013 at $0.90, while the same period of 2012
saw diluted earnings per share of $0.64.

Annualized returns on average equity ("ROE") and average
assets ("ROA") for 2013 were 13.17% and 1.06%, respectively, compared with
11.98% and 0.95% for 2012. For the
fourth quarter, ROE and ROA were 13.45% and 1.10%, respectively. For the 2012 three-month period the
results were 9.11% and 0.75%, respectively.

"For Middlefield Banc Corp., 2013 was a year highlighted by
solid success. Our net income in
excess of $7.0 million was the highest level ever recorded in the company's
history," stated Thomas G. Caldwell, President and Chief Executive Officer, "Our
results were achieved despite significant expense impact driven by
regulatory-related revenue burdens.
The success that we experienced during 2013 is a direct result of the
efforts of the entire team at Middlefield Banc Corp."

"The core of our company is strong. We have maintained our net interest
margin, improved asset quality and expanded our loan portfolio. This was accomplished despite a
continued sluggish economy, historically low interest rates, and increased
regulatory costs, especially those associated with increased compliance
regulations," continued Caldwell. "We
will continue to remain focused on delivering excellent customer service,
increasing value to our shareholders, and operating our company under safe and
sound banking principles."

Net Interest Income

Net interest income for the fourth quarter of 2013 increased
$0.5 million, or 8.6%, to $5.9 million compared to $5.4 million in the fourth
quarter of 2012. The net interest
margin increased 18 basis points to 3.73% compared to the 3.55% reported for
the year-ago quarter. Net interest
income for the year 2013 increased by $0.6 million, or 2.8%, to $22.9 million
compared to the $22.3 million for the full year of 2012. The net interest margin for 2013 stood
at 3.85%, an 11 basis point increase from the 3.74% reported for 2012.

"During 2013, we took the opportunity to reposition our
balance sheet by permitting a reduction in higher cost funding sources. This effort afforded us the ability to
maintain our levels of net interest margin. Moving forward into 2014, we would
anticipate continued pressure on margin levels. This is something that we do not expect
to improve within the foreseeable time horizon." stated Donald L. Stacy, Chief
Financial Officer. "We are
committed to executing our plan of growing our base of quality client
relationships. We fully expect that
this focus will continue to add value for our shareholders."

Non-Interest Income and Operating Expenses

Non-interest income was lower for both the three and twelve
month periods. Excluding the net
effect of securities transactions, the company did experience an increase in
all other non-interest income categories for both reporting periods. The comparative increases on deposit
service charges of $0.1 million and $0.2 million, for the respective three and
twelve month periods, are primarily driven by service charges on a larger base
of non-interest bearing deposit accounts, including increased usage of debit
cards, with attendant fees. Revenue
from investment services resulted in a year-over-year increase of $0.2 million. The company experienced a gain of $610,000
during 2012 related to the sale of certain investment securities. This gain was directly related to the
re-positioning of the securities portfolio to a lower level of private label
mortgage-backed securities, and was not matched during 2013.

Operating expenses increased by 30.1%, or $1.1 million for
the quarter and $1.2 million, or 7.9% for 2013 over comparable periods of 2012. The increases in salaries and employee
benefits were driven by higher staffing levels in branch customer support
positions, loan administration, and regulatory compliance management. Increases in depreciation and real
estate taxes of $0.2 million contributed to the increase in occupancy and
equipment expenses. During 2013,
the company did have a full year of expense related to a new financial/administrative
center. The building was purchased
by the company near the end of 2013, which is reflected in the increase in
premises and equipment on the balance sheet. Data processing costs were higher for
both the three and twelve-month periods, which was the direct result of higher
customer counts and increased product/service offerings. Other cost increases during 2013 were
tied to higher audit expense which was directly related to increased regulatory
changes, and to the maintenance of other real estate owned properties.

Balance Sheet

The company's total assets ended 2013 at $647.1 million, a
decrease of 3.5% from the $670.3 million in total assets reported at December
31, 2012. Net loans at December 31,
2013, were $428.7 million, up $28.0 million, or 7.0%, over the $400.7 million
reported at December 31, 2012. Total
deposits at year-end 2013 were $568.8 million, or 4.1% below the deposit level
of $593.3 million at December 31, 2012.
The investment portfolio, which is entirely classified as available for
sale, stood at $157.1 million at December 31, 2013. This figure represented a reduction in
the portfolio of $37.3 million from the prior year-end.

Asset Quality

The provision for loan losses for the year 2013 was $0.2
million, compared to the $2.2 million posted for 2012. Net charge-offs for the full year 2013
were $0.9 million, or 0.22% of average loans. For 2012, net charge-offs totaled $1.2
million, which equaled 0.30% of average loans. At December 31, 2013, the allowance for
loan losses was $7.0 million, representing 1.62% of total loans.

The following table provides a summary of asset quality and
reserve coverage ratios.

Asset Quality History

(dollars in thousands)

Dec. 31
2013

Dec. 31
2012

Dec. 31
2011

Dec. 31
2010

Dec. 31
2009

Nonperforming loans

$

12,290

$

14,224

$

24,546

$

19,986

$

16,285

Real estate owned

2,698

1,846

2,196

2,302

2,164

Nonperforming assets

$

14,988

$

16,070

$

26,742

$

22,288

$

18,450

Allowance for loan losses

$

7,046

$

7,779

$

6,819

$

6,221

$

4,937

Ratios:

Nonperforming loans to total loans

2.82%

3.38%

6.12%

5.37%

4.61%

Nonperforming assets to total assets

2.32%

2.40%

4.09%

3.52%

3.30%

Allowance for loan losses to total loans

1.62%

1.90%

1.70%

1.67%

1.40%

Allowance for loan losses to nonperforming loans

57.33%

54.69%

27.78%

31.13%

30.31%

Shareholders' Equity

Tangible book value per share decreased from $25.44 per
share at December 31, 2012 to $23.99 per share at December 31, 2013. The decrease is the result of a higher
level of retained earnings offset by mark-to-market adjustments in investment
securities and cash dividends paid to shareholders. During 2013, the company paid cash
dividends of $1.04 per share, which equaled the amount paid in 2012.

"As we enter 2014, we see many exciting opportunities in
which to build upon the success that we enjoyed in 2013. We are excited about our future
potential in the dynamic central Ohio market. We fully believe that we are well
positioned to enhance our earnings potential and grow our franchise through our
strong team of community bankers and favorable markets," concluded Caldwell.

Middlefield Banc Corp., headquartered in Middlefield, Ohio,
is a multi-bank holding company with total assets of $647.1 million. On January 20, 2014, the company
consolidated its Emerald Bank subsidiary into the company's lead bank, The Middlefield
Banking Company. The bank operates 10
full service banking centers and a LPL Financial®brokerage office
serving Chardon, Cortland, Dublin, Garrettsville, Mantua, Middlefield, Newbury,
Orwell, and Westerville. Additional
information is available at www.middlefieldbank.bank.

This
press release of Middlefield Banc Corp. and the reports Middlefield Banc Corp.
files with the Securities and Exchange Commission often contain
"forward-looking statements" relating to present or future trends or factors
affecting the banking industry and, specifically, the financial operations,
markets and products of Middlefield Banc Corp. These forward-looking statements involve
certain risks and uncertainties.
There are a number of important factors that could cause Middlefield
Banc Corp.'s future results to differ materially from historical performance or
projected performance. These factors
include, but are not limited to: (1) a significant increase in competitive
pressures among financial institutions; (2) changes in the interest rate
environment that may reduce interest margins; (3) changes in prepayment speeds,
charge-offs and loan loss provisions; (4) less favorable than expected general
economic conditions; (5) legislative or regulatory changes that may adversely
affect businesses in which Middlefield Banc Corp. is engaged; (6) technological
issues which may adversely affect Middlefield Banc Corp.'s financial operations
or customers; (7) changes in the securities markets; or (8) risk factors
mentioned in the reports and registration statements Middlefield Banc Corp.
files with the Securities and Exchange Commission. Middlefield Banc Corp. undertakes no
obligation to release revisions to these forward-looking statements or to
reflect events or circumstances after the date of this press release.

MIDDLEFIELD BANC CORP.

Consolidated Selected
Financial Highlights

December 31, 2013 and
December 31, 2012

(2013
unaudited)

Balance Sheet
(period end)

December 31,

December 31,

(Dollar amounts in
thousands)

2013

2012

Assets

Cash and due
from banks

$

20,926

$

33,568

Federal funds
sold

5,267

11,778

Cash and cash equivalents

26,193

45,346

Investment
securities available for sale

157,143

194,472

Loans:

435,725

408,433

Less: allowance for loan losses

7,046

7,779

Net loans

428,679

400,654

Premises and
equipment

9,828

8,670

Goodwill

4,559

4,559

Core deposit
intangibles

156

195

Bank-owned life
insurance

8,816

8,536

Accrued interest
receivable and other assets

11,716

7,856

Total Assets

$

647,090

$

670,288

December 31,

December 31,

2013

2012

Liabilities
and Stockholders' Equity

Non-interest
bearing demand deposits

$

85,905

$

75,912

Interest-bearing
demand deposits

53,741

63,915

Money market
accounts

77,473

81,349

Savings deposits

177,303

175,406

Time deposits

174,414

196,753

Total deposits

568,836

593,335

Short-term
borrowings

10,809

6,538

Other borrowings

11,609

12,970

Other
liabilities

2,363

2,008

Total Liabilities

593,617

614,851

Common equity

34,979

34,295

Retained earnings

27,465

22,485

Accumulated
other comprehensive income

(2,237)

5,391

Treasury stock

(6,734)

(6,734)

Total Stockholders' Equity

53,473

55,437

Total Liabilities and
Stockholders' Equity

$

647,090

$

670,288

MIDDLEFIELD BANC CORP.

Consolidated Selected
Financial Highlights

December 31,
2013 and December 31, 2012

(Dollar
amounts in thousands)

(2013 unaudited)

Income Statement

For the Three Months Ended

For the Twelve Months Ended

December 31,

December 31,

2013

2012

2013

2012

INTEREST INCOME

Interest and fees on loans

$

5,620

$

5,430

$

22,496

$

22,418

Interest-bearing deposits in
other institutions

7

7

30

26

Federal funds sold

3

7

15

20

Investment securities

Taxable
interest

605

754

2,514

3,209

Tax-exempt
interest

785

727

3,044

2,976

Dividends on stock

23

24

79

97

Total interest
income

7,043

6,949

28,178

28,746

INTEREST EXPENSE

Deposits

1,023

1,379

4,709

5,728

Short term borrowings

38

42

178

261

Federal funds purchased

7

-

7

-

Other borrowings

35

50

166

294

Trust preferred securities

34

42

190

164

Total interest
expense

1,137

1,513

5,250

6,447

NET INTEREST
INCOME

5,906

5,436

22,928

22,299

Provision for
loan losses

(570)

975

196

2,168

NET INTEREST
INCOME AFTER PROVISION FOR LOAN LOSSES

6,476

4,461

22,732

20,131

NONINTEREST INCOME

Service charges on deposits

488

382

1,956

1,765

Net securities gains (losses)

(164)

162

11

610

Earnings on bank-owned life
insurance

75

71

284

279

Other income

251

157

894

797

Total
non-interest income

650

772

3,145

3,451

NONINTEREST EXPENSE

Salaries and employee benefits

2,109

1,872

7,758

7,127

Occupancy expense

436

256

1,231

959

Equipment expense

347

202

950

759

Data processing costs

245

198

854

772

Ohio state franchise tax

151

173

618

590

Federal deposit insurance
expense

163

(264)

516

487

Professional fees

446

278

1,329

948

(Gain) Loss on sale of other
real estate owned

58

20

18

258

Other operating expense

851

959

3,596

3,739

Total
non-interest expense

4,806

3,694

16,870

15,639

Income before income taxes

2,320

1,539

9,007

7,943

Provision (benefit) for
income taxes

500

270

1,979

1,662

NET INCOME

$

1,820

$

1,269

$

7,028

$

6,281

MIDDLEFIELD BANC CORP.

Consolidated Selected
Financial Highlights

December 31,
2013 and December 31, 2012

(Dollar
amounts in thousands)

(2013 unaudited)

For the Three Months Ended

For the Twelve Months Ended

December 31,

December 31,

Per common share data

2013

2012

2013

2012

Net income per common share
- basic

$

0.90

$

0.64

$

3.49

$

3.29

Net income per common share
- diluted

$

0.90

$

0.64

$

3.47

$

3.28

Dividends declared

$

0.26

$

0.26

$

1.04

$

1.04

Book value per share (period
end)

$

26.31

$

27.83

$

26.31

$

27.83

Tangible book value per
share (period end)

$

23.99

$

25.44

$

23.99

$

25.44

Dividend payout ratio

26.32%

40.98%

29.14%

31.87%

Average shares outstanding -
basic

2,027,680

1,984,818

2,016,862

1,911,960

Average shares outstanding
-diluted

2,032,611

1,991,354

2,024,040

1,916,932

Period ending shares
outstanding

2,032,304

1,992,233

2,032,304

1,992,233

Selected ratios

Return on average assets

1.10%

0.75%

1.06%

0.95%

Return on average equity

13.45%

9.11%

13.17%

11.98%

Yield on earning assets

4.45%

4.48%

4.67%

4.75%

Cost of interest-bearing
liabilities

0.83%

1.10%

0.97%

1.19%

Net interest spread

3.62%

3.38%

3.71%

3.56%

Net interest margin

3.73%

3.55%

3.85%

3.74%

Efficiency (1)

69.00%

56.12%

61.03%

57.36%

Equity to assets at period
end

8.24%

8.34%

8.24%

8.34%

(1) The efficiency ratio is calculated by
dividing non-interest expense less amortization of intangibles by the sum of
net interest income
on a fully taxable
equivalent basis plus non-interest income.